SIE (Securities Industry Essentials) Practice Exam 2025 – All-in-One Resource to Excel in Your Certification!

Under Rule 144A, an issuer of restricted stock is permitted to sell to Qualified Institutional Buyers (QIBs). These are institutional investors such as banks, insurance companies, and other financial institutions that have large amounts of assets under management. This option is correct because QIBs are considered to be sophisticated and have the ability to analyze and understand the risks associated with investing in restricted stock.

Option A, Retail investors, is incorrect because they are not considered sophisticated investors and may not have the necessary knowledge or resources to fully understand the risks associated with restricted stock.

Option C, All investors without restriction, is incorrect because Rule 144A restricts the sale of restricted stock to only QIBs and non-US investors.

Option D, Only to non-US investors, is incorrect because Rule 144A allows the sale of restricted stock to both QIBs and non-US investors.